Common use of Title to Sale Shares Clause in Contracts

Title to Sale Shares. The Seller holds and has good and valid title to the Sale Shares, free from all preemptive or similar rights and Encumbrances. Assuming the Purchaser has the requisite power and authority to be the lawful owner of the Sale Shares, upon delivery to the Purchaser at the Closing of instruments sufficient to transfer the Sale Shares, and upon the Seller’s receipt of the Consideration, good and valid title to the Sale Shares will pass to the Purchaser, free from all preemptive or similar rights and Encumbrances.

Title to Sale Shares. The Seller holds and has good and valid title to the Sale II Shares, free from all preemptive or similar rights and Encumbrances. Assuming the Purchaser has the requisite power and authority to be the lawful owner of the Sale Shares, upon delivery to the Purchaser at the Closing of instruments sufficient to transfer the Sale II Shares, and upon the Seller’s receipt of the ConsiderationPurchase Price, good and valid title to the Sale II Shares will pass to the Purchaser, free from all preemptive or similar rights and Encumbrances.

Title to Sale Shares. The Seller holds and has good and valid title to the Sale SharesShares owned by Seller, free from all and clear of any lien, pledge, charge, claim, mortgage, security interest, defect in title, preemptive right, vesting limitation, right of first offer or refusal, transfer restriction of any kind or other similar rights and Encumbrancesencumbrance (each, a “Lien”). Assuming the Purchaser has the requisite power and authority to be the lawful owner Upon ultimate delivery of the Sale Shares, Shares to Buyer upon delivery to the Purchaser at the Closing of instruments sufficient to transfer the Sale Shares, and upon the Seller’s receipt settlement of the ConsiderationTRS, good and valid title to the such Sale Shares will pass to the PurchaserBuyer, free from all preemptive or similar rights and Encumbrancesclear of any Liens. Seller has the sole right to transfer the Sale Shares to Buyer.

Title to Sale Shares. The Seller holds and has good and valid title to the Sale Shares, free from all preemptive and clear of any lien, encumbrance, pledge, charge, security interest, mortgage, title retention agreement, option, equity or similar other adverse claim. The Seller has not, in whole or in part, (a) assigned, transferred, hypothecated, pledged or otherwise disposed of the Sale Shares or its legal or beneficial ownership rights and Encumbrances. Assuming the Purchaser has the requisite power and authority to be the lawful owner of in the Sale Shares, upon delivery or (b) given any person or entity any transfer order, power of attorney or other authority of any nature whatsoever with respect to the Purchaser at the Closing of instruments sufficient to transfer the Sale Shares, and upon the Seller’s receipt of the Consideration, good and valid title to the Sale Shares will pass to the Purchaser, free from all preemptive or similar rights and Encumbrances.

Title to Sale Shares. The Seller holds and has good and valid title to the Sale I Shares, free from all preemptive or similar rights and Encumbrances. Assuming the Purchaser has the requisite power and authority to be the lawful owner of the Sale Shares, upon delivery to the Purchaser at the Closing Closings of instruments sufficient to transfer the Sale I Shares, and upon the Seller’s receipt of the ConsiderationPurchase Price, good and valid title to the Sale I Shares will pass to the Purchaser, free from all preemptive or similar rights and Encumbrances.